Exclusivity

In a term sheet for a private placement, M&A transaction or other transaction, there is commonly a requirement for temporary exclusivity that requires one or both parties to negotiate exclusively with the other for a limited time or under certain conditions so that the investment of resources and time into due diligence and negotiations intended to finalize the agreement does not get interrupted or wasted because of an interloping offer.

For example, in an acquisition, the purchasing company will want deal exclusivity for the time it estimates that due diligence and final negotiations will take, while the seller may prefer to avoid or limit exclusivity so that it can capture more value through competitive bids. For public companies, there may be limits on the terms of exclusivity that a selling company can agree to because the selling board of directors may have a fiduciary duty to at least hear other offers in order to ensure the shareholders receive the best deal.

Thank you

Thank you.

Thank you for reaching out to us. We appreciate you taking the time to provide feedback on Cooley GO. While we cannot respond to every inquiry, we may reach out to seek further clarification on any suggestions or technical issues you’ve submitted.

We use cookies to improve your experience on our site.

By using our website, you agree to our use of cookies. Find out more information on how we use cookies and how you can change your settings in our cookie policy.